| | | | | | | | | | | | | | | | | | | | | |
Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 12/5/23 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 891024 |
| Issuer Name: PATTERSON COMPANIES, INC. |
| Issuer Trading Symbol: PDCO |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1341608 |
| | Owner Name: Zurbay Donald |
| Reporting Owner Address: |
| | Owner Street 1: 1031 MENDOTA HEIGHTS |
| | Owner Street 2: |
| | Owner City: ST. PAUL |
| | Owner State: MN |
| | Owner ZIP Code: 55120 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: President & CEO |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 12/5/23 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 5,748 |
| | | Transaction Price Per Share: |
| Value: 26.59 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 143,791 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 12/6/23 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | | Footnote ID: F3 |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,868 |
| | | Transaction Price Per Share: |
| Value: 26.58 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 141,923 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,176 |
| Footnote ID: F4 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By ESOP |
Derivative Table: |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F5 |
| | Conversion or Exercise Price: |
| | | Value: 33.26 |
| | Exercise Date: |
| | | Footnote ID: F6 |
| | Expiration Date: |
| | | Value: 7/1/33 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 93,633 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 93,633 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F7 |
| | Conversion or Exercise Price: |
| | | Value: 28.99 |
| | Exercise Date: |
| | | Footnote ID: F8 |
| | Expiration Date: |
| | | Value: 12/5/32 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 134,033 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 134,033 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F9 |
| | Conversion or Exercise Price: |
| | | Value: 30.59 |
| | Exercise Date: |
| | | Footnote ID: F10 |
| | Expiration Date: |
| | | Value: 7/1/32 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 35,895 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 35,895 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F11 |
| | Conversion or Exercise Price: |
| | | Value: 30.77 |
| | Exercise Date: |
| | | Footnote ID: F12 |
| | Expiration Date: |
| | | Value: 7/1/31 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 37,831 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 37,831 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F13 |
| | Conversion or Exercise Price: |
| | | Value: 23.57 |
| | Exercise Date: |
| | | Footnote ID: F6 |
| | Expiration Date: |
| | | Value: 7/14/30 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 57,819 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 57,819 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F14 |
| | Conversion or Exercise Price: |
| | | Value: 22.25 |
| | Exercise Date: |
| | | Footnote ID: F15 |
| | Expiration Date: |
| | | Value: 7/1/29 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 78,829 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 78,829 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F16 |
| | Conversion or Exercise Price: |
| | | Value: 22.48 |
| | Exercise Date: |
| | | Value: 7/1/21 |
| | Expiration Date: |
| | | Value: 7/1/28 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 33,363 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 33,363 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Employee Stock Options |
| | | Footnote ID: F17 |
| | Conversion or Exercise Price: |
| | | Value: 22.67 |
| | Exercise Date: |
| | | Footnote ID: F17 |
| | Expiration Date: |
| | | Value: 6/29/28 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 99,250 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 99,250 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: Represents shares of common stock withheld for payment of taxes incurred upon the lapse of restrictions on restricted stock units ("RSUs") issued pursuant to the Patterson Companies, Inc. Amended and Restated 2015 Omnibus Incentive Plan ("Plan"). |
| Footnote - F2: Includes an aggregate of 66,713 restricted stock units ("RSUs") awarded in the years 2021 through 2023 to Reporting Person pursuant to the Patterson Companies, Inc. Amended and Restated 2015 Omnibus Incentive Plan ("Plan"). The RSUs vest contingent upon continued employment as follows: 16,735 units vest 7/1/24, 13,221 units vest 12/5/24, 13,488 units vest 7/1/25, 13,227 units vest on 12/5/25 and 10,042 units vest 7/1/26. |
| Footnote - F3: The transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 Plan adopted by the Reporting Person on April 5, 2023. |
| Footnote - F4: Represents shares of common stock indirectly held by the Reporting Person's Employee Stock Ownership Plan ("ESOP") account through November 3, 2023. |
| Footnote - F5: Stock options granted pursuant to the Plan on 7/1/23. |
| Footnote - F6: Options are exercisable as follows: 33.3% on 7/1/24, 33.3% on 7/1/25 and 33.4% on 7/1/26. |
| Footnote - F7: Stock options granted pursuant to the Plan on 12/5/22. |
| Footnote - F8: Options are excercisable as follows: 33.3% on 12/5/23, 33.3% on 12/5/24 and 33.4% on 12/5/25. |
| Footnote - F9: Stock options granted pursuant to the Plan on 7/1/22. |
| Footnote - F10: Options are exercisable as follows: 33.3% on 7/1/23, 33.3% on 7/1/24 and 33.4% on 7/1/25. |
| Footnote - F11: Stock options granted pursuant to the Plan on 7/1/21. |
| Footnote - F12: Options are exercisable as follows: 33.3% on 7/1/22, 33.3% on 7/1/23 and 33.4% on 7/1/24. |
| Footnote - F13: Stock options granted pursuant to the Plan on 7/14/20. |
| Footnote - F14: Stock options granted pursuant to the Plan on 7/1/19. |
| Footnote - F15: Options are exercisable as follows: 33.3% on 7/1/20, 33.3% on 7/1/21 and 33.4% on 7/1/22. |
| Footnote - F16: Stock options granted pursuant to the Plan on 7/1/18. |
| Footnote - F17: Stock options granted as an inducement award granted outside the Plan on 6/29/18. The stock options granted would vest pro-rata over the course of 3 years, with one-third of the shares vesting on 6/29/19, one-third vesting on 6/29/20, and the remaining one-third vesting 6/29/21, in all cases subject to continued employments. |
Remarks: |
Owner Signature: |
| Signature Name: Les B. Korsh, by Power of Attorney |
| Signature Date: 12/7/23 |